2015-11-13T11:04:17-06:00 2014-12-31 135665207 KPMG LLP 4200 WELLS FARGO CTR 90 S 7TH STREET MINNEAPOLIS MN 55402 990 2014-01-01 411782168 INSTITUTE FOR CLINICAL SYSTEMS IMPROVEMENT INST 9528147077 8009 34TH AVENUE SOUTH NO 1200 BLOOMINGTON MN 55425 CRAIG ACOMB CHIEF OPERATING OFFICER 9528147077 2015-11-13 1 ANN LAMOUREUX P00691316 6123055000 2014 2016-03-07 17:11:31Z CRAIG ACOMB 8009 34TH AVENUE SOUTH NO 1200 BLOOMINGTON MN 55425 9046027 0 X WWW.ICSI.ORG X 1993 MN SEE SCH. O - THE ORGANIZATION'S MISSION, & SCH. O - EXEMPT PURPOSE AND ACHIEVEMENTS 20 8 0 450 0 0 7544270 5325426 4783195 3720804 132 -203 0 0 12327597 9046027 5491026 3967855 0 0 4656618 4046548 0 0 0 1845792 1426944 11993436 9441347 334161 -395320 5965249 4780849 2660241 1871161 3305008 2909688 X SEE SCHEDULE O - "THE ORGANIZATION'S MISSION" 0 0 9011750 3967855 3720804 SEE SCHEDULE O - EXEMPT PURPOSE AND ACHIEVEMENTS FOR A DESCRIPTION OF PROGRAM SERVICE ACCOMPLISHMENTS 9011750 1 1 0 1 0 0 0 0 0 0 1 0 0 0 0 1 1 0 0 0 0 0 0 0 0 0 0 1 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 1 0 0 1 0 0 0 0 0 0 0 0 0 0 0 X 20 8 0 0 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 1 0 MN X CRAIG ACOMB CHIEF OPERATING OFFICER 9528147077 8009 34TH AVENUE SOUTH BLOOMINGTON MN 55425 X BETH AVERBECK MD VICE CHAIR & DIRECTOR 2.50 X 0 0 0 THOMAS BECKER DIRECTOR 0.10 X 0 0 0 PETE BENNER DIRECTOR 2.50 X 0 0 0 JIM CHASE DIRECTOR 2.50 X 0 0 0 STEVEN CONNELLY DIRECTOR 2.50 X 0 0 0 SHAWN FROST DIRECTOR 2.50 X 0 0 0 CHARLES FAZIO DIRECTOR 2.50 X 0 0 0 JULIE HALBERG DIRECTOR 2.50 X 0 0 0 ROBERT KARASOVMD DIRECTOR 2.50 X 0 0 0 SCOTT KETOVER MD DIRECTOR 2.50 X 0 0 0 STEVE LAFFERTY DIRECTOR 2.50 X 0 0 0 TIMOTHY LINEBERRY MD DIRECTOR 2.50 X 0 0 0 JIM LYONS DIRECTOR 2.50 X 0 0 0 SIDNA SCHEITEL DIRECTOR 2.50 X 0 0 0 THOMAS O'CONNOR DIRECTOR 2.50 X 0 0 0 BRIAN RANK MD DIRECTOR 2.50 X 0 0 0 PAULA SANTRACH MD CHAIR & DIRECTOR 5.00 X 0 0 0 LARRY SCHULZ SECRETARY & DIRECTOR 2.50 X 0 0 0 LEIF SOLBERG DIRECTOR 0.10 X 0 0 0 ROBERT STEVENS DIRECTOR 2.50 X 0 0 0 ROBERT STROEBEL DIRECTOR 2.50 X 0 0 0 DANIEL TRAJANO DIRECTOR 0.50 X 0 0 0 MARK WERNER DIRECTOR 2.50 X 0 0 0 CRAIG ACOMB CFO & COO 45.00 X X 0 167435 49231 SANNE MAGNAN PRESIDENT & CEO 45.00 X X 0 419869 84985 0 587304 134216 0 0 1 0 GROUP HEALTH PLAN INC 8170 33RD AVENUE SOUTH PO BOX 1309 MINNEAPOLIS MN 554401309 PAYROLL & EXPENSE PROCESSING 4468249 KAISER FOUNDATION RESEARCH INSTITUTE 1800 HARRISON ST 16TH FLOOR OAKLAND CA 946123433 GRANT PROGRAM PARTICIPATION 1180103 HEALTHPARTNERS RESEARCH & EDUCATION 8170 33RD AVENUE SOUTH PO BOX 1309 MINNEAPOLIS MN 554401309 GRANT PROGRAM PARTICIPATION 689482 MICHIGAN CENTER FOR CLINICAL SYSTEMS IMP 233 E FULTON ST STE 20 GRAND RAPIDS MI 49503 GRANT PROGRAM PARTICIPATION 391472 MAYO CLINIC 200 1ST ST SW ROCHESTER MN 55905 GRANT PROGRAM PARTICIPATION 372913 9 5308759 16667 5325426 MEMBERSHIP REVENUE 900099 3420633 3420633 COLLOQUIUM REVENUE 900099 194835 194835 CONSULTING REVENUE 900099 105336 105336 3720804 -203 -203 9046027 3720804 0 -203 3967855 3967855 721520 721520 3325028 3055539 269489 7005 7005 45380 45380 229940 162745 67195 40825 36253 4572 179031 165690 13341 32771 32771 344379 344379 64439 64439 142667 142667 122478 122478 20806 20806 SUPPLIES 75050 50 75000 BOARD EXPENSE 38309 38309 MISCELLANEOUS FEES 36373 36373 MEMBER COMMUNICATIONS 29215 29215 18276 18276 9441347 9011750 429597 0 22838 25315 3351127 2926469 2351439 1579121 41445 30373 696848 477277 198400 219571 5965249 4780849 2528845 1849545 131396 21616 2660241 1871161 X 3305008 2909688 3305008 2909688 5965249 4780849 -395320 0 X 0 1 X 1 1 1 X X 5 HEALTHPARTNERS INC 411693838 501(C)(4) 1 0 0 MEDICA HEALTH PLANS 411242261 501(C)(4) 1 0 0 PARK NICOLLET INSTITUTE 410961862 4 1 0 0 MAYO FOUNDATION FOR MEDICAL EDUCATION AND RESEARCH 411506440 9 1 0 0 GROUP HEALTH PLAN INC 410797853 3 1 0 0 5 0 1 0 1 1 1 0 0 1 0 0 0 0 0 0 0 0 0 1 1 1 X 1 1 I, 11G, COLUMNS (V) & (VI)- AMOUNT OF SUPPORT NO DIRECT MONETARY SUPPORT IS INDICATED FROM INSTITUTE FOR CLINICAL SYSTEMS IMPROVEMENT (ICSI) TO ITS SUPPORTED ORGANIZATIONS: HOWEVER, THE MISSION OF ICSI IS TO CHAMPION THE CAUSE OF HEALTH CARE QUALITY AND TO ACCELERATE IMPROVEMENT IN THE VALUE OF THE HEALTH CARE ITS STAKEHOLDERS DELIVER TO THE POPULATIONS THEY SERVE. ACTIVITIES UNDERTAKEN TO ACCOMPLISH THIS MISSION ARE DESCRIBED IN SCHEDULE O: "FORM 990, PART III, LINE 4A, EXEMPT PURPOSE AND ACHIEVEMENTS." IV, A, 6 - GRANTS TO OTHER THAN SUPPORTED ORGANIZATIONS ICSI SUPPORTED NINE IMPLEMENTING PARTNERS TO SUPPORT ITS OBLIGATION THROUGH DIRECT FUNDING BY A FEDERAL GRANT. SEE SCHEDULE I FOR MORE DETAIL. IV, D, 3 - SUPPORTED ORGANIZATION VOICE IN POLICIES THE ICSI BOARD APPROVES THE ORGANIZATION'S ANNUAL AUDIT AND BUDGET. THE INVESTMENT POLICY AND QUARTERLY REPORTS ARE REVIEWED BY THE BOARD'S FINANCE AND AUDIT COMMITTEE WHICH HAS REPRESENTATIVES FROM SPONSOR AND MEMBER ORGANIZATIONS APPOINTED TO IT. IV, E, 2A - FURTHERING EXEMPT PURPOSE OF SUPPORTED ORGS. ALL ICSI ACTIVITIES SUPPORT ITS MISSION TOWARDS SUPPORTING THE TRIPLE AIM AND FOCUS ON QUALITY IMPROVEMENT, COST OF HEALTH CARE, OR POPULATION HEALTH. ALL OF ICSI'S SUPPORTING ORGANIZATIONS HAVE ADOPTED THE TRIPLE AIM AND EITHER BENEFIT DIRECTLY OR INDIRECTLY BY ICSI'S ACTIVITIES. IV, E, 2B - REASON FOR ORGANIZATION'S POSITION ALL ICSI ACTIVITIES SUPPORT ITS MISSION TOWARDS SUPPORTING THE TRIPLE AIM AND FOCUS ON QUALITY IMPROVEMENT, COST OF HEALTH CARE, OR POPULATION HEALTH. ALL OF ICSI'S SUPPORTING ORGANIZATIONS HAVE ADOPTED THE TRIPLE AIM AND EITHER BENEFIT DIRECTLY OR INDIRECTLY BY ICSI'S ACTIVITIES. IV, A, 3B - 501(C)(4) SUPPORTED ORGANIZATIONS ICSI SUPPORTED ORGANIZATIONS THAT ARE 501 (C) (4) ORGANIZATIONS ARE REQUIRED TO BE A NON-PROFIT CORPORATION UNDER MINNESOTA LAW. THE STATE OF MINNESOTA MONITORS THE PUBLIC BENEFIT OF THESE ORGANIZATIONS ANNUALLY TO ENSURE THAT THEY MEET STATE AND FEDERAL REQUIREMENTS. IV, A, 3C - SUPPORTED ORGANIZATIONS ICSI DOES NOT PROVIDE FINANCIAL SUPPORT TO ITS SUPPORED ORGANIZATIONS THAT ARE 501(C)(4) ORGANIZATIONS. THE MISSION OF ICSI IS TO CHAMPION THE CAUSE OF HEALTH CARE QUALITY AND TO ACCELERATE IMPROVEMENT IN THE VALUE OF THE HEALTH CARE ITS SUPPORTED ORGANIZATIONS DELIVER TO THE POPULATIONS THEY SERVE. ACTIVITIES UNDERTAKEN TO ACCOMPLISH THIS MISSION ARE DESCRIBED IN SCHEDULE O: "FORM 990, PART III, LINE 4A, EXEMPT PURPOSE AND ACHIEVEMENTS." RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 0 0 0 0 0 0 0 0 1 0 0 0 PART II-B, LINE 1: THE INSTITUTE FOR CLINICAL SYSTEMS IMPROVEMENT PAYS FOR CERTAIN CORPORATE AND EMPLOYEE PROFESSIONAL ASSOCIATION MEMBERSHIPS. A PORTION OF SUCH MEMBERSHIP DUES POTENTIALLY COULD BE USED BY THE PROFESSIONAL ASSOCIATIONS FOR LOBBYING ACTIVITIES. 144614 60712 83902 552234 416565 135669 219571 X 9046027 0 9046027 0 9046027 9441347 0 9441347 0 9441347 PART X, LINE 2: ICSI'S ACCOUNTING POLICY PROVIDES THAT A TAX BENEFIT FROM AN UNCERTAIN TAX POSITION MAY BE RECOGNIZED WHEN IT IS MORE LIKELY THAN NOT THAT THE POSITION WILL BE SUSTAINED UPON EXAMINATION, INCLUDING RESOLUTIONS OF ANY RELATED APPEALS OR LITIGATION PROCESSES, BASED ON THE TECHNICAL MERITS. ICSI RECORDED NO LIABILITIES AT DECEMBER 31, 2014 OR 2013 FOR UNRECOGNIZED TAX BENEFITS. 1 PITTSBURGH REGIONAL HEALTH INITIATIVE CTR CITY TOWER SUITE 2400640 SMITHFIELD ST PITTSBURGH PA 15222 010752319 591059 SUB-GRANT SERVICES THE MICHIGAN CENTER FOR CLINICAL SYSTEMS IMPROVEMENT 233 E FULTON ST STE 20 GRAND RAPIDS MI 49503 274330555 391472 SUB-GRANT SERVICES HEALTHPARTNERS RESEARCH & EDUCATION 8170 33RD AVE S PO BOX 1309 MINNEAPOLIS MN 554401309 411670163 689482 SUB-GRANT SERVICES COMMUNITY HEALTH PLAN OF WASHINGTON 720 OLIVE WAY STE 300 SEATTLE WA 98101 911729710 407932 SUB-GRANT SERVICES KAISER FOUNDATION RESEARCH INSTITUTE 1800 HARRISON STREET 16TH FLOOR OAKLAND CA 94612 941105628 1180103 SUB-GRANT SERVICES MOUNT AUBURN CAMBRIDGE INDEPENDENT PRACTICE ASSOCIATION 1380 SOLDIERS FIELD ROAD FLOOR 2 BRIGHTON MA 02135 042898888 135929 SUB-GRANT SERVICES MAYO CLINIC 200 FIRST STREET SW ROCHESTER MN 55905 416011702 372913 SUB-GRANT SERVICES UNIVERSITY OF WASHINGTON - AIMS CENTER 1959 NE PACIFIC STREET BOX 356560 SEATTLE WA 98195 916001537 198964 SUB-GRANT SERVICES 8 0 PART I, LINE 2: INSTITUTE FOR CLINICAL SYSTEMS IMPROVEMENT (ICSI) MANAGEMENT STAFF REVIEWS THE MISSION AND PURPOSE OF POTENTIAL GRANTEE ORGANIZATIONS TO ASSURE CONSISTENCY WITH ICSI'S MISSION AND PURPOSE. AMOUNTS SUBSEQUENTLY GRANTED ARE SUBJECT TO ICSI'S FORMAL SPENDING APPROVAL AND DOCUMENTATION PROCESS BASED ON AMOUNT OF THE EXPENDITURE. X X X 0 1 0 0 0 0 0 0 0 CRAIG ACOMB CFO & COO 0 161435 0 6000 0 0 0 13093 0 36138 0 216666 0 0 SANNE MAGNAN PRESIDENT & CEO 0 375100 0 20000 0 24769 0 41952 0 43033 0 504854 0 9613 PART I, LINE 4B DEFERRED COMPENSATION IN COLUMN C OF SCHEDULE J, PART II INCLUDES AMOUNTS FROM A NONQUALIFIED 457(F) PLAN FOR THE FOLLOWING OFFICER: SANNE MAGNAN $ 10,157 -------- TOTAL $ 10,157 FORM 990, SCHEDULE J, PART II - PRIOR REPORTED COMPENSATION COLUMN (F) INCLUDES AMOUNTS PAID TO PARTICIPANTS IN THE CURRENT YEAR, WHICH WERE PREVIOUSLY REPORTED IN COLUMN (C) OF PRIOR YEARS' 990'S, AS RETIREMENT AND DEFERRED COMPENSATION, FOR THE FOLLOWING OFFICER: SANNE MAGNAN $ 9,613 ANY ANALYSIS OF EARNINGS FOR THE CURRENT YEAR, FOR THIS PARTICIPANT OF THE PLAN, SHOULD EXCLUDE THE AMOUNT IN COLUMN F AS PART OF THE ANALYSIS SINCE THOSE EARNINGS WERE ALREADY REPORTED IN COLUMN (C) OF PREVIOUS YEARS' 990'S. FORM 990, PART III, LINE 1 - THE ORGANIZATION'S MISSION THE MISSION OF THE INSTITUTE FOR CLINICAL SYSTEMS IMPROVEMENT (ICSI) IS TO CHAMPION THE CAUSE OF HEALTH CARE QUALITY AND TO ACCELERATE IMPROVEMENT IN THE VALUE OF THE HEALTH CARE ITS STAKEHOLDERS DELIVER TO THE POPULATIONS THEY SERVE. ICSI'S VISION IS TO BE A COLLABORATION THAT IS DEEMED ESSENTIAL BY ITS MEMBERS FOR THEIR IMPROVEMENT OF HEALTH CARE AND DEEMED ESSENTIAL BY THE COMMUNITY AS A TRUSTED VOICE FOR QUALITY IN HEALTH CARE. FORM 990, PART III, LINE 4A - EXEMPT PURPOSE AND ACHIEVEMENTS I. ORGANIZATION AND GOVERNANCE ICSI IS A NONPROFIT MINNESOTA CORPORATION EXEMPT FROM INCOME TAX UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE ("IRC") AND IS NOT A PRIVATE FOUNDATION AS DEFINED BY SECTION 509(A) OF THE IRC. ICSI IS GOVERNED BY A BOARD OF DIRECTORS. THE MISSION OF ICSI IS TO CHAMPION THE CAUSE OF HEALTH CARE QUALITY AND TO ACCELERATE IMPROVEMENT IN THE VALUE OF THE HEALTH CARE ITS STAKEHOLDERS DELIVER TO THE POPULATIONS THEY SERVE. ICSI'S VISION IS TO BE A COLLABORATION THAT IS DEEMED ESSENTIAL BY ITS MEMBERS FOR THEIR IMPROVEMENT OF HEALTH CARE AND DEEMED ESSENTIAL BY THE COMMUNITY AS A TRUSTED VOICE FOR THE IMPROVED HEALTH OF THE POPULATION, EXPERIENCE OF THE PATIENT AND AFFORDABILITY OF HEALTH CARE. ICSI HAS ABOUT 50 MEMBERS AND IS FUNDED BY FIVE MINNESOTA AND WISCONSIN HEALTH PLANS. THE COMBINED MEDICAL GROUPS, HOSPITALS, AND INTEGRATED SYSTEMS REPRESENT APPROXIMATELY 8,000 PHYSICIANS. AS PART OF ITS COMMITMENT TO SUPPORT QUALITY IMPROVEMENT, ICSI HAS ACCOMPLISHED THE FOLLOWING IN 2014. II. ICSI'S ACTIVITIES IMPROVE AFFORDABILITY - ICSI EXPANDED THE RARE (REDUCING AVOIDABLE HOSPITAL READMISSIONS) WORK TO EXPLICITLY PREVENTING MENTAL HEALTH READMISSIONS (RARE MH) AND INITIATED EXPLORATION OF PREVENTABLE EVENTS (E.G., ADMISSIONS, ED USE). - ICSI'S HIGH-TECH DIAGNOSTIC IMAGING INITIATIVE SAVED AN ESTIMATED $234 MILLION (FROM 2007 TO 2012), AND INFLUENCED THE PASSAGE OF A BILL IN 2014 THAT REQUIRES PROVIDERS TO USE CLINICAL DECISION SUPPORT TOOLS WHEN ORDERING DIAGNOSTIC TESTS FOR MEDICARE AND MEDICAID PATIENTS NATIONALLY STARTING JANUARY 1, 2017. - THE ABIM FOUNDATION GRANTS TO ICSI / MINNESOTA HEALTH ACTION GROUP AND MINNESOTA MEDICAL ASSOCIATION TO LAUNCH THE CHOOSING WISELY CAMPAIGN IN MINNESOTA RESULTED IN AN 11 PERCENT INCREASE IN AWARENESS OF THE CHOOSING WISELY CAMPAIGN OVER THE PAST YEAR. A SURVEY CONDUCTED 15 MONTHS AFTER LAUNCHING THE CAMPAIGN INDICATED THAT MORE THAN 50% OF THOSE SAID THE CAMPAIGN INFLUENCED THEIR RECOMMENDATIONS FOR PROCEDURES AND MORE PROVIDERS ARE CONSIDERING COSTS BEFORE ORDERING OR RECOMMENDING A TEST. - ICSI CONTINUED TO MAKE ADDRESSING "AFFORDABILITY" AS LEGITIMATE AN ISSUE AS IMPROVING QUALITY BY INTEGRATING THIS TRIPLE AIM GOAL INTO ALL ICSI PROJECTS, ICSI GUIDELINES AND BY PROVIDING A SERIES OF WEBINARS HIGHLIGHTING STRATEGIES FOR APPROPRIATE USE OF HEALTH CARE RESOURCES. IMPROVE THE EXPERIENCE OF CARE, INCLUDING QUALITY - IN THE COMPASS PROGRAM, PRELIMINARY RESULTS SHOW THAT OF THE 3,660 ENROLLED (AS OF NOVEMBER, 2014) 60% OF THOSE ENROLLED FOR MORE THAN FOUR MONTHS HAVE SEEN THEIR DEPRESSIVE SYMPTOMS IMPROVE COMPARED TO THE INITIATIVE'S GOAL OF 40%; 14% OF DIABETES PATIENTS HAD THEIR HBA1C IMPROVE, COMPARED TO THE INITIATIVE'S GOAL OF 20%; AND PATIENTS IDENTIFIED WITH UNCONTROLLED BLOOD PRESSURE AT BASELINE SAW AN IMPROVEMENT OF 53% COMPARED TO THE INITIATIVE'S GOAL OF 20%. - ICSI CONTINUED THE REDESIGN OF ITS GUIDELINE PROGRAM TO CREATE ALIGNMENT WITH THE INSTITUTE OF MEDICINE STANDARDS. ICSI WAS ASKED BY AHRQ TO SUBMIT A WHITE PAPER ON THIS PROCESS FOR THEIR EXPERT COMMENTARY SERIES. ICSI'S DIABETES GUIDELINE WAS OUR FIRST TO MEET THE NEW NATIONAL GUIDELINE CLEARINGHOUSE INCLUSION CRITERIA. THIS NEW APPROACH ALLOWS ICSI TO INCLUDE EXPANDED, EVIDENCE-BASED, IMPLEMENTATION COMPONENTS, SUCH AS: SHARED DECISION-MAKING, DECISION SUPPORT, IMPLEMENTATION STRATEGIES, INTERSECTIONS WITH CHOOSING WISELY RECOMMENDATIONS, HEALTH CARE VALUE/COST IMPACT, AND DEFINABLE TRIPLE AIM PROCESS AND OUTCOMES MEASURES. - ICSI CURRENTLY HAS 39 GUIDELINES AVAILABLE ON ITS WEBSITE. ICSI REVISED 8 OF THEM IN 2014. - ICSI PUBLISHED A WHITE PAPER SUMMARY OF THE GLOBAL HEALTH MEASURES DISCUSSION GROUP THAT IDENTIFIED AREAS FOR ALIGNMENT OF MEANINGFUL MEASUREMENT OF HEALTH IN CLINICAL AND NON-CLINICAL SETTINGS. - THROUGH A GRANT FROM THE AHRQ, ICSI IS PARTNERING WITH MAYO CLINIC TO SUPPORT THE USE OF SHARED DECISION-MAKING (SDM) TOOLS AS STANDARD PRACTICE IN SIX SITES. - IN CONJUNCTION WITH THE MINNESOTA DEPARTMENT OF HEALTH AND THE AMERICAN CANCER SOCIETY, ICSI COMPLETED A LEARNING COLLABORATIVE TO HELP MEDICAL GROUPS INCREASE APPROPRIATE SCREENING FOR BREAST, CERVICAL AND COLORECTAL CANCERS. - ICSI DEVELOPED SYMPHONY AND SYNERGY, A WORKSHOP THAT COMBINES MOTIVATIONAL INTERVIEWING, SHARED DECISION-MAKING AND HEALTH COACHING TO IMPROVE CARE TEAM AND PATIENT COMMUNICATION. THIS WAS OFFERED TWICE IN 2014 AND WAS VERY WELL RECEIVED. - ICSI ESTABLISHED A DECISION SUPPORT ADVISORY COUNCIL THAT DEFINED CATEGORIES OF DECISION SUPPORT TOOLS. USING THESE CATEGORIES, ICSI LAUNCHED A DECISION SUPPORT REPOSITORY, ON THE ICSI WEBSITE, FOR MEMBER USE. ICSI MEMBERS CAN CONTRIBUTE TO THIS REPOSITORY. - ICSI WAS CONTRACTED TO EVALUATE THE SBIRT (SCREENING, BRIEF INTERVENTION AND REFERRAL TO TREATMENT) INITIATIVE CENTRACARE IS IMPLEMENTING THROUGH A STATE OF MINNESOTA (DEPARTMENT OF HUMAN SERVICES) GRANT. - DR. GLYN ELWYN SPOKE AT THE ANNUAL REINERTSEN LECTURE IN OCTOBER, 2014. A SUBSEQUENT, HALF-DAY WORKSHOP WAS HOSTED WITH OVER 50 ATTENDEES. THESE EVENTS, IN PART, HELPED SATISFY A LEGISLATIVELY MANDATED REQUIREMENT FOR THE MN NON-PROFIT HEALTH PLANS ON SHARED DECISION-MAKING. IMPROVE POPULATION HEALTH - THROUGH FUNDING FROM RWJF, ICSI IS PRODUCING A SERIES OF COMMUNICATION UNDER THE BANNER OF "GOING BEYOND CLINICAL WALLS" TO HELP CLINICIANS, THEIR STAFF AND ADMINISTRATORS CONNECT WITH PUBLIC HEALTH AND OTHER COMMUNITY RESOURCES TO COLLABORATIVELY SOLVE PROBLEMS AND IMPROVE HEALTH. THE FIRST INSTALLMENT IN THIS SERIES RECEIVED 1,100 WEBSITE VISITS IN TWO MONTHS, HIGHER THAN ANY OTHER ICSI INITIATIVE IN THAT TIME PERIOD. - ICSI'S ANNUAL COLLOQUIUM HAD 387 ATTENDEES AND SUPPORTS ALL ELEMENTS OF THE TRIPLE AIM. FORM 990, PART VI, SECTION A, LINE 6 ICSI'S CURRENT MEMBERS ARE HEALTHPARTNERS, INC., BCBSM, INC., AND MEDICA. PER ARTICLE I, SECTION 1 OF ICSI'S BYLAWS, THE VOTING MEMBERS, WHICH ARE REFERRED TO AS PRINCIPAL SPONSORS IN THE BYLAWS, SHALL BE HEALTHPARTNERS, INC., BCBSM, INC., MEDICA, AND THOSE OTHER ENTITIES (A) WITH WHOM THIS CORPORATION HAS ENTERED INTO A PRINCIPAL SPONSOR AGREEMENT; (B) WHO ARE NOT IN DEFAULT UNDER SUCH AGREEMENT; (C) WHO AGREE TO USE STATEMENTS OF BEST HEALTH CARE PRACTICE DEVELOPED BY THIS CORPORATION ONLY FOR COLLABORATIVE, SYSTEMATIC QUALITY IMPROVEMENT AND NOT FOR PUNISHMENT, COERCION OR ASSIGNMENT OF PENALTY; AND (D) WHO HAVE BEEN ACCEPTED AS PRINCIPAL SPONSORS BY ALL OF THE THEN-EXISTING PRINCIPAL SPONSORS AND BY THE BOARD OF DIRECTORS. FORM 990, PART VI, SECTION A, LINE 7A PER ARTICLE III, SECTION 2 OF ICSI'S BYLAWS, THERE SHALL BE SIX INSTITUTIONAL DIRECTORS, WHO SHALL BE APPOINTED AS FOLLOWS: (I) TWO INSTITUTIONAL DIRECTORS SHALL BE APPOINTED BY MAYO FOUNDATION, A MINNESOTA NONPROFIT CORPORATION; (II) TWO INSTITUTIONAL DIRECTORS SHALL BE APPOINTED BY GROUP HEALTH PLAN, INC., D/B/A HEALTHPARTNERS MEDICAL GROUP ("HPMG"), A MINNESOTA NONPROFIT CORPORATION; AND (III) TWO INSTITUTIONAL DIRECTORS SHALL BE APPOINTED BY PARK NICOLLET HEALTH SERVICES, A MINNESOTA NONPROFIT CORPORATION. THERE SHALL BE THREE PRINCIPAL SPONSOR DIRECTORS, WHO SHALL BE APPOINTED AS FOLLOWS: (I) HEALTHPARTNERS, INC., A MINNESOTA NONPROFIT CORPORATION, SHALL APPOINT ONE PRINCIPAL SPONSOR DIRECTOR, WHO SHALL BE A MEDICAL DIRECTOR OF HEALTHPARTNERS, INC.; (II) BCBSM, INC., A MINNESOTA NONPROFIT CORPORATION D/B/A BLUE CROSS AND BLUE SHIELD OF MINNESOTA, SHALL APPOINT ONE PRINCIPAL SPONSOR DIRECTOR, WHO SHALL BE A MEDICAL DIRECTOR OF BCBSM, INC.; AND (III) MEDICA, A MINNESOTA NONPROFIT CORPORATION, SHALL APPOINT ONE PRINCIPAL SPONSOR DIRECTOR, WHO SHALL BE A MEDICAL DIRECTOR OF MEDICA. FORM 990, PART VI, SECTION A, LINE 7B PER ARTICLE IV, SECTION 9 OF ICSI'S BYLAWS, THE FOLLOWING ACTIONS SHALL NOT BE EFFECTIVE WITHOUT THE APPROVAL OF THE PRINCIPAL SPONSORS: (A) ADOPTION OF ANNUAL OPERATING AND CAPITAL BUDGETS; (B) AMENDMENTS TO APPROVED OPERATING AND CAPITAL BUDGETS; (C) PAYMENT OF UNBUDGETED EXPENDITURES IN EXCESS OF $100,000; (D) ADOPTION OR AMENDMENT OF ANY STRATEGIC OR ANNUAL PLAN; OR (E) SUBSTANTIAL CHANGES IN THE PROGRAMMATIC OR STRATEGIC DIRECTION OF THE CORPORATION. FORM 990, PART VI, SECTION B, LINE 11 ICSI'S 990 RETURN HAS A COMPREHENSIVE REVIEW PROCESS THAT IS FOLLOWED BEFORE IT IS PRESENTED TO THE GOVERNING BODY OF ICSI. THE REVIEW PROCESS INCLUDES A LAYERED REVIEW BY THE TAX DEPARTMENT OF GHI, THE MANAGEMENT TEAM OF ICSI, ICSI'S OUTSIDE LEGAL COUNSEL AND ICSI'S OUTSIDE INDEPENDENT ACCOUNTANTS. EACH ONE OF THOSE AREAS HAS AN OPPORTUNITY TO REVIEW, ASK QUESTIONS AND MAKE COMMENTS BACK TO THE TAX DEPARTMENT OF GHI BEFORE THE FORM 990 IS COMPLETED AND PRESENTED TO THE GOVERNING BODY OF ICSI. ONCE THAT REVIEW PROCESS HAS BEEN COMPLETED, IT IS THE POLICY OF ICSI TO MAKE AVAILABLE TO THE FINANCE AND AUDIT COMMITTEE OF ITS BOARD OF DIRECTORS AND TO ITS BOARD OF DIRECTORS, A COPY OF THE 990 PRIOR TO THE FILING OF THE 990 RETURN. THIS COPY WILL BE PROVIDED IN THE BOARD PACKET OF BOTH THE FINANCE AND AUDIT COMMITTEE MEETING AND THE BOARD OF DIRECTORS MEETING PRIOR TO THE FILING OF THE 990 AND WILL BE AN AGENDA ITEM AT BOTH MEETINGS. THE BOARD OF DIRECTORS HAS GIVEN THE RESPONSIBILITY OF THE 990 REVIEW PROCESS TO THE FINANCE AND AUDIT COMMITTEE. IT WILL BE THE RESPONSIBILITY OF THE FINANCE AND AUDIT COMMITTEE TO ADDRESS THAT REVIEW WITH THE BOARD OF DIRECTORS. THIS PROCESS WILL BE NOTED AND DOCUMENTED TO THE MEETING MINUTES OF BOTH MEETINGS. FORM 990, PART VI, SECTION B, LINE 12C ICSI'S BOARD OF DIRECTORS MONITORS POTENTIAL CONFLICTS OF INTEREST ON THE PART OF ITS BOARD MEMBERS, OFFICERS AND KEY EMPLOYEES BY MAINTAINING A CONFLICT OF INTEREST POLICY. UNDER THE POLICY, ALL BOARD MEMBERS, OFFICERS AND KEY EMPLOYEES ANNUALLY ARE PROVIDED WITH A COPY OF THE POLICY AND REQUESTED TO COMPLETE A QUESTIONNAIRE IDENTIFYING ANY POTENTIAL CONFLICTS OF INTEREST. A REPORT OF THESE POTENTIAL CONFLICTS IS SHARED WITH THE BOARD OF DIRECTORS, INCLUDING THE PRESIDENT. BOARD AGENDAS AND EXECUTIVE DECISIONS ARE MONITORED IN RELATION TO THIS POLICY. FORM 990, PART VI, SECTION B, LINE 15 ICSI HAS NO EMPLOYEES. THE PRESIDENT AND OTHER OFFICERS ARE PAID BY GHI, A SUPPORTED ORGANIZATION, WHICH HAS AN ANNUAL PROCESS TO REVIEW THE MARKET COMPARABILITY OF THE TOTAL COMPENSATION OF ICSI'S PRESIDENT AND ITS OTHER OFFICERS. EVERY THREE YEARS, UNDER THE DIRECTION OF THE GHI BOARD OF DIRECTORS' COMPENSATION COMMITTEE (COMPENSATION COMMITTEE), A TOTAL COMPENSATION MARKET REVIEW IS COMPLETED. THE REVIEW INCLUDES ALL COMPONENTS OF COMPENSATION; BASE SALARY, ANNUAL INCENTIVES, BENEFITS AND PERQUISITES. THE MARKET SURVEY RESULTS ARE PRESENTED TO, REVIEWED BY AND APPROVED BY THE INDEPENDENT COMPENSATION COMMITTEE. IN INTERIM YEARS, GHI'S HUMAN RESOURCES STAFF, UNDER THE DIRECTION OF THE COMPENSATION COMMITTEE, UPDATES CHANGES IN THE SALARY STRUCTURE BASED ON THE SAME INDEPENDENT STUDIES PERFORMED BY THE COMPENSATION COMMITTEE. FOR THE PRESIDENT AND CERTAIN OTHER POSITIONS FULL INDEPENDENT REVIEWS ARE PERFORMED. IN ALL CASES, COMMITTEE MEMBERS COMPLETE AN ANNUAL CONFLICT OF INTEREST SURVEY TO ASSURE THE COMPENSATION COMMITTEE MEMBERS' INDEPENDENCE, STAFF IS NOT IN ROOM DURING DELIBERATIONS OR VOTE INCLUDING EXECUTIVE SESSIONS, AND CONTEMPORANEOUS MINUTES ARE KEPT. THE BOARD OF DIRECTORS HAS DELEGATED TO THE COMPENSATION COMMITTEE THE ACCOUNTABILITY TO CONDUCT AN ANNUAL PERFORMANCE EVALUATION AND TO DETERMINE THE COMPENSATION OF THE PRESIDENT BASED ON THE PERFORMANCE REVIEW AND THE MARKET COMPARABILITY DATA, APPROVED BY THE COMPENSATION COMMITTEE. THE BOARD HAD DELEGATED TO THE PRESIDENT (WITH AUTHORITY TO FURTHER DELEGATE) THE ACCOUNTABILITY TO CONDUCT ANNUAL PERFORMANCE REVIEWS AND DETERMINE THE COMPENSATION OF ALL OTHER OFFICERS WITHIN THE COMPENSATION RANGES DETERMINED BY THE COMPENSATION COMMITTEE. ANY EXCEPTIONS NEED TO BE APPROVED BY THE COMPENSATION COMMITTEE. TOTAL COMPENSATION IS APPROPRIATELY DOCUMENTED ON THE FORM 990 AND W2 STATEMENTS. FORM 990, PART VI, SECTION C, LINE 19 ICSI'S FINANCIAL STATEMENTS AND 990 RETURNS ARE MADE AVAILABLE TO ANY PERSON WHO REQUESTS THE INFORMATION FROM ICSI. ICSI'S ARTICLES OF INCORPORATION ARE AVAILABLE TO ANY PERSON WHO REQUESTS THE INFORMATION THROUGH THE MINNESOTA SECRETARY OF STATE'S OFFICE. FORM 990, PART VII, SECT A, LINE 1A, COL (B) - AVERAGE HRS - RELATED ORG ALL EMPLOYEES OF ICSI ARE EMPLOYED AND COMPENSATED BY GHI. ICSI REIMBURSES GHI 100% OF SALARIES AND BENEFITS. ALL HOURS WORKED BY ICSI EMPLOYEES ARE TO SUPPORT ICSI'S OPERATIONS. HEALTHPARTNERS INC 8170 33RD AVENUE SOUTH PO BOX 1309 MINNEAPOLIS MN 554401309 411693838 HYBRID STAFF MODEL/NETWORK MODEL HMO MN 501(C)(4) N/A 0 MEDICA HEALTH PLANS 401 CARLSON PARKWAY MINNETONKA MN 55305 411242261 HEALTH INSURANCE MN 501(C)(4) N/A 0 PARK NICOLLET INSTITUTE 6500 EXCELSIOR BOULEVARD ST LOUIS PARK MN 55426 237346465 HEALTH CARE ADMINISTRATION MN 501(C)(3) 170(B)(1) (A)(III) N/A 0 MAYO FOUNDATION 200 1ST STREET SW ROCHESTER MN 55905 411506440 SUPPORT MEDICINE/HEALTHCARE ORGANIZATION MN 501(C)(3) 509(A)(2) N/A 0 GROUP HEALTH PLAN INC 8170 33RD AVENUE SOUTH PO BOX 1309 MINNEAPOLIS MN 554401309 410797853 STAFF MODEL HEALTH MAINTENANCE ORGANIZATION MN 501(C)(3) 170(B)(1) (A)(III) N/A 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 0 0 0